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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 9, 2021

 

LUMENT FINANCE TRUST, INC.

(Exact name of registrant as specified in its charter)

 

Maryland   001-35845   45-4966519
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

230 Park Avenue, 20th Floor

New YorkNew York 10169

(Address of principal executive offices)

 

(212521-6323

(Registrant’s telephone number, including area code)

 

230 Park Avenue, 23rd Floor

New York, New York 10169

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.01 par value per share   LFT   New York Stock Exchange
7.875% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share   LFTPrA   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

On August 9, 2021, Lument Finance Trust, Inc. issued a press release and supplemental financial information announcing its financial results for the fiscal quarter ended June 30, 2021. The press release and supplemental financial information are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.

 

The information disclosed in “Item 2.02 Results of Operations and Financial Condition,” including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Exhibits.

 

(d) Exhibits.

 

99.1 Press Release of Lument Finance Trust, Inc., dated August 9, 2021.
99.2 Supplemental Financial Information for the quarter ended June 30, 2021.
  104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

   

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  LUMENT Finance Trust, Inc.
   
     
Date: August 9, 2021 By:  /s/ James A. Briggs
    James A. Briggs
    Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

Lument Finance Trust Reports Second Quarter Results

 

NEW YORK, August 9, 2021 /PRNewswire/ — Lument Finance Trust, Inc. (NYSE: LFT) (“we”, “LFT” or “the Company”) today reported its second quarter 2021 results. GAAP net income attributable to common shareholders for the quarter was $955 thousand, or $0.04 per share of common stock. Distributable earnings for the quarter was $2.79 million, or $0.11 per share of common stock. The Company has also issued a detailed presentation of its results, which can be viewed at www.lumentfinancetrust.com.

 

Conference Call and Webcast Information

 

The Company will also host a conference call on Tuesday, August 10, 2021, at 8:30 AM ET to provide a business update and discuss the financial results for the second quarter of 2021. The conference call may be accessed by dialing 1-888-336-7151 (US) or 1-412-902-4251 (International). Note: there is no passcode; please ask the operator to be joined into the Lument Finance Trust call. A live webcast, on a listen-only basis, is also available and can be accessed through the URL:

 

https://www.webcaster4.com/Webcast/Page/2022/42422

 

For those unable to listen to the live broadcast, a recorded replay will be available for on-demand viewing approximately one hour after the end of the event through the Company’s website https://lumentfinancetrust.com/ and by telephone dial-in. The replay call-in number is 1-877-344-7529 (US) or 1-412-317-0088 (International) with passcode 10159357.

 

Non-GAAP Financial Measures

 

In this release, the Company presents certain financial measures that are not calculated according to generally accepted accounting principles in the United States (“GAAP”). Specifically, the Company is presenting distributable earnings, which constitutes a non-GAAP financial measure within the meaning of Item 10(e) of Regulation S-K and is net income under GAAP. While we believe the non-GAAP information included in this press release provides supplemental information to assist investors in analyzing our results, and to assist investors in comparing our results with other peer issuers, these measures are not in accordance with GAAP, and they should not be considered a substitute for, or superior to, our financial information calculated in accordance with GAAP. The methods of calculating non-GAAP financial measures may differ substantially from similarly titled measures used by other companies. Our GAAP financial results and the reconciliations from these results should be carefully evaluated.

 

 

 

GAAP to Distributable Earnings Reconciliation

 

    Three months Ended  
    June 30, 2021  
Reconciliation of GAAP to non-GAAP Information        
Net Income (loss) attributable to common shareholders   $ 954,575  
Adjustments for non-Distributable Earnings        
Unrealized (Gain) Loss on mortgage servicing rights     220,435  
Loss on extinguishment of debt     1,663,926  
Subtotal     1,884,361  
Other Adjustments        
Recognized compensation expense related to restricted common stock     3,241  
Adjustment for (provision for) income taxes     (54,012 )
Subtotal     (50,771 )
         
Distributable Earnings   $ 2,788,165  
         
Weighted average shares outstanding - Basic and Diluted     24,944,075  
Distributable Earnings per weighted share outstanding - Basic and Diluted   $ 0.11  

 

About LFT

 

LFT is a Maryland corporation focused on investing in, financing and managing a portfolio of commercial real estate debt investments. The Company primarily invests in transitional floating rate commercial mortgage loans with an emphasis on middle-market multi-family assets.

 

LFT is externally managed and advised by OREC Investment Management, LLC d/b/a Lument Investment Management, a Delaware limited liability company.

 

Additional Information and Where to Find It

 

Investors, security holders and other interested persons may find additional information regarding the Company at the SEC’s Internet site at http://www.sec.gov/ or the Company website www.lumentfinancetrust.com or by directing requests to: Lument Finance Trust, 230 Park Avenue, 20th Floor, New York, NY 10169, Attention: Investor Relations.

 

 

 

Forward-Looking Statements

 

Certain statements included in this press release, any related webcast / conference call, and other oral statements made by our representatives from time to time may constitute forward-looking statements intended to qualify for the safe harbor contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are subject to risks and uncertainties. These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, results of operations, plans and objectives. You can identify forward-looking statements by use of words such as "believe," "expect," "anticipate," "project," "estimate," "plan," "continue," "intend," "should," "may," "will," "seek," "would," "could," or similar expressions or other comparable terms, or by discussions of strategy, plans or intentions. Statements regarding the following subjects, among others, may be forward-looking: the return on equity; the yield on investments; the ability to borrow to finance assets; and risks associated with investing in real estate assets, including changes in business conditions and the general economy. Forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us on the date of this press release or the date on which such statements are first made. Actual results may differ from expectations, estimates and projections. You are cautioned not to place undue reliance on forward-looking statements in this press release and/or any related webcast / conference call and should consider carefully the factors described in Part I, Item IA "Risk Factors" in our annual reports on Form 10-K, our quarterly reports on Form 10-Q, and other current or periodic filings with the Securities and Exchange Commission ("SEC"), when evaluating these forward-looking statements. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond our control. Additionally, many of these risks and uncertainties are currently amplified by and will continue to be amplified by, or in the future may be amplified by, the COVID-19 outbreak. Additional information concerning these and other risk factors are contained in our Annual Report on Form 10-K for the year-ended December 31, 2020, which is available on the Securities and Exchange Commission’s website at www.sec.gov. Except as required by applicable law, we disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Investor Relations Contact:
Charles Duddy
Managing Director
(646) 248-0174
charles.duddy@lument.com

 

Media Contact:
Michael Ratliff
Director
(212) 588-2163
michael.ratliff@lument.com

 

 

Exhibit 99.2

 

August 2021 Lument Finance Trust Q2 2021 Earnings Supplemental

 

 

Disclaimer 2 This presentation contains forward - looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which reflect the current views of Lument Finance Trust, Inc. (NYSE: LFT) (“LFT,” the “ Company,” “we,” “our,” or “us”) with respect to, among other things, the Company’s operations and financial performance. You can identify these forward - looking statements by the use of words such as “outlook,” “indicator,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “s eek s,” “approximately,” “predicts,” “projects,” “intends,” “plans,” “estimates,” or “anticipates,” or the negative version of these words or other comparable words or other statements that do not relate strictly to historical or factual matters. Such forward - looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these stat eme nts. The Company believes these factors include but are not limited to those described under the section entitled “Risk Factors” in its Annual Report on Form 10 - K for the year ended December 31, 2020 (the “2020 Form 10 - K”). Additionally, many of these risks and uncertainties are currently amplified by and will continue to be amplified by, or in the future may be amplified by, the COVID - 19 outbreak. It is not possible to predict or identify all such risks. Addit ional information concerning these and other risk factors are contained in our 2020 Form 10 - K which is available on the SEC’s website at www.sec.gov . These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this pres ent ation and in the filings. The forward - looking statements contained in this presentation speak only as of August 9, 2021. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events or circumstances. This presentation includes non - GAAP financial measures, including Distributable Earnings. While we believe the non - GAAP information included in this presentation provides supplemental information to assist investors in analyzing our operating results and to assist investors in comparing our operating results with other peer issuers, these measures are not in accordance with GAAP, and they should not be considered a substitute for, or superior to, our financial information calculated in accordance with GAAP. Please refer to this presentation’s Appendix for a reconciliation of the non - GAAP financial measures included in this presentation to the most directly comparable financial measures prepared in accordance with GAAP.

 

 

Company Overview 3 Key Investment Highlights Strong Sponsorship/Ownership • Access to extensive loan origination platform through affiliation with Lument, a premier national mortgage originator and asset manager • Experienced management team with average of 23 years of industry experience across multiple economic cycles • Affiliation with ORIX Corporation USA, the US subsidiary of ORIX Corporation, a publicly traded Tokyo - based international financial services firm • The Company is an externally - managed real estate investment trust focused on investing in, financing and managing a portfolio of commercial real estate debt investments • The Company is externally managed by Lument Investment Management, an affiliate of ORIX Corporation USA Attractive Investment Profile • Emphasis on middle market multifamily investments which are well positioned for the current environment • Strong credit and asset management capabilities with zero delinquencies or defaults during the COVID era • Attractive financing source via non - recourse, non mark - to - market CRE CLO

 

 

Q2 2021 Key Updates 4 Note: (1) We believe that Distributable Earnings provides meaningful information to consider in addition to our net income (loss) a nd cash flows from operating activities determined in accordance with GAAP. Distributable Earnings mirrors how we calculated Core Earnings in the past . Please see Appendix for reconciliation to GAAP. (2) See Appendix for definition of Book Value Per Share of Common Stock. (3) Based on carrying value. (4) If all extensions are exercised by the borrowers, the CRE loan portfolio will have a weighted average remaining term of 35 months. Financial Results • Q2 2021 GAAP net income attributable to common stockholders of $955 thousand, or $0.04 per share of common stock. Q2 2021 Distributable Earnings (1) of $2.8 million, or $0.11 per share of common stock • Q2 2021 Book Value Per Share of Common Stock of $4.41 (2) . Book Value Per Share of Common Stock is net of $2.7 million ($0.11 per share) of preferred stock offering costs Highlights • On May 5 th , the Company closed a public offering of 2.4 million shares of 7.875% Series A Cumulative Redeemable Preferred Stock at a public offering price of $25.00 per share • On June 14 th , the Company closed LMNT 2021 - FL1, a $1 billion CRE CLO, and redeemed its two existing CRE CLOs. Approximately $833.8 million of investment grade - rated notes were issued and sold at a weighted average spread of 143 basis points over one - month LIB OR, excluding fees and transaction costs. The securitization has a 30 - month reinvestment period • During Q2 2021, the Company acquired and/or funded $303.4 million of new loans and participations at a weighted average interest rate of L + 3.79%. 82% (3) of the new acquisitions and fundings were loans backed by multifamily assets. The Company experienced $175.8 million of loan payoffs during the quarter • Subsequent to quarter end, on July 29 th , the Company deployed $249.5 million of restricted cash to acquire 12 loans from an affiliate of our Manager with a weighted average interest rate of L + 3.37% and a weighted average LIBOR floor of 0.16% Investment Portfolio Overview • 100% of the loans in the CRE investment portfolio were current as of as of June 30, 2021. During the “COVID era”, we have no t g ranted a single forbearance nor have we experienced a single loan default • As of June 30, 2021, 99.9% (3) of LFT’s investment portfolio consisted of floating - rate CRE loans. 85% (3) of the portfolio was multifamily. The $611.8 million CRE loan portfolio had a weighted average remaining term of 14 months (4) , a weighted average interest rate of L + 3.66% and a weighted average LIBOR floor of 1.32% Financing • The floating - rate CRE loan portfolio is financed with a $833.8 million of investment grade notes issued through LMNT 2021 - FL1, a CRE CLO • LMNT 2021 - FL1 provides non mark - to - market financing. We currently do not finance any of our assets with repurchase facilities an d, as such, we are not subject to margin calls

 

 

Q2 2021 Balance Sheet Summary 5 Balance Sheet (thousands) June 30, 2021 (1) Commercial mortgage loans held - for - investment $611,820 Mortgage servicing rights, at fair value 679 Cash and cash equivalents 14,577 Restricted cash (2) 330,261 Accrued interest receivable 2,812 Investment Related Receivable 79,458 Other assets 2,357 Total assets $1,041,963 Collateralized loan obligations (3) $826,070 Credit facility 39,635 Other liabilities 6,020 Total liabilities $871,726 Total equity $ 170,237 Total liabilities / total equity 5.12x Book V alue Per Share of Common Stock (4) $ 4.41 Note: (1) Refer to footnote 1 on page 16 for information on the Company’s consolidated variable interest entities (“VIE’s”). (2) Restricted cash held by LMNT 2021 - FL1, the Company’s CRE CLO, and available for investment in eligible mortgage assets. (3) Outstanding notional amount of bonds issued by LMNT 2021 - FL1 is $833.8 million. For GAAP purposes, these liabilities are carried at their outstanding unpaid principal balance, net of any unamortiz ed discounts and debt issuance costs. (4) See Appendix for definition of Book Value Per Share of Common Stock.

 

 

Q2 2021 Income Statement Summary 6 Summary Income Statement (thousands) Three Months Ended June 30, 2021 Net interest income $5,254 Total other income (loss) (1,789) Operating expenses (1,839) Benefit (provision) from income taxes 54 Preferred dividends 726 Net income attributable to common stockholders $955 Weighted average shares outstanding during the period, basic and diluted 24,944,075 Net income attributable to common stockholders per share $ 0.04 GAAP Net Income to Distributable Earnings Reconciliation (thousands) Three Months Ended June 30, 2021 Net Income attributable to common stockholders $955 Adjustments: Unrealized losses (gains) on mortgage servicing rights 220 Loss on extinguishment of debt 1,664 Recognized compensation expense related to restricted stock 3 Adjustment for (provision for) income taxes (54) Distributable Earnings (1 ) $2,788 Weighted average shares outstanding during the period, basic and diluted 24,944,075 Distributable E arnings per share of common stock $ 0.11 Dividend per share of common stock $ 0.09 Note: (1) See Appendix for definition of Distributable Earnings and reconciliation to GAAP.

 

 

Earnings and Book Value Per Share of Common Stock 7 $0.10 $0.10 $0.11 $0.04 $0.11 $0.10 $0.11 $0.11 Q3 2020 Q4 2020 Q1 2021 Q2 2021 GAAP Earnings/Share Distributable Earnings/Share $4.59 $4.56 $4.58 $4.41 $4.00 $4.20 $4.40 $4.60 $4.80 $5.00 Q3 2020 Q4 2020 Q1 2021 Q2 2021 GAAP Earnings & Distributable Earnings (1) Per Share of Common Stock Book Value Per Share of Common Stock (2) Note: (1) See Appendix for definition of Distributable Earnings and reconciliation to GAAP. (2) See Appendix for definition of Book Value Per Share of Common Stock.

 

 

Q2 2021 Summary of Investment Portfolio 8 Floating 99.9% Fixed 0.1% First Mortgages 99.9% Residential MSRs 0.1% Investment Portfolio as of June 30, 2021 (thousands) UPB / Notional Net Carrying Value Weighted Average Coupon Weighted Average Remaining Term (months) Weighted Average As - Is LTV at Loan Origination Weighted Average As - Stabilized LTV at Loan Origination First Mortgages $611,527 $611,820 L + 3.66% 14 (1 ) 69.64% (2) 58.14% (2) Residential MSRs $127,453 $679 0.25% 261 (3) Total $738,980 $612,499 Note: (1) If all extensions are exercised by the borrowers, the CRE loan portfolio will have a weighted average remaining term of 35 months. ( 2) Underwritten LTVs on an “as - is” and “as - stabilized” basis as of the date the loan was originated by an affiliate. LTV has not been updated for any subsequent draws or loan modifications and is not reflective of any changes in value which may have occurred subsequent to the origination date . ( 3 ) The weighted average remaining term of the residential MSR portfolio is based on the maturity dates of the underlying residen tia l loan pool and excludes the impact of potential borrower prepayments. We anticipate that the weighted average remaining term of the portfolio to be less than 261 months. Investment Type Interest Rate Type $612.5 million $612.5 million

 

 

Q2 2021 Balance Sheet Summary 9 Multifamily , $249.9 , 82.3% Self Storage , $51.8 , 17.1% Office , $1.8 , 0.6% Net Funding Activity (1,2) Q1 2021 Loan Acquisitions and Fundings (1,2) $303.4 Note: (1) $ In millions. (2) Based on carrying value. $484.2 $303.4 $(175.8) $611.8 Q1 2020 Portfolio Fundings / Acquisitions Payoffs / Sales Q2 2021 Portfolio • The CRE loan portfolio increased by $127.6 million in Q2 2021 as we refinanced our existing CRE CLOs (Hunt CRE 2017 - FL1 and Hunt CRE 2018 - FL2) into a combined $1 billion CRE CLO (LMNT 2021 - FL1) • We acquired and/or funded $303.4 million of loans in Q2 2021 • We experienced $175.8 million of loan payoffs in Q2 2021. $96.3 million of these payoffs occurred prior to the refinance of Hunt CRE 2017 - FL1 and Hunt CRE 2018 - FL2 on June 14, 2021 and $79.4 million occurred after the refinance

 

 

Investment Portfolio 10 Geographic Concentration (2) Multi - Family , $519.0 , 85% Self - Storage , $56.0 , 9% Office , $19.6 , 3% Retail , $17.2 , 3% Property Type (2) $611.8 Note: ( 1) Based on carrying value. (2) $ In millions, based on carrying value. • At June 30, 2021, the Company owned a portfolio of floating - rate CRE loans with a carrying value of $611.8 million. 85% (1) of the portfolio was invested in loans backed by multifamily assets • The Company anticipates that the majority of loan activity will continue to be related to multifamily assets. The Company does not own any hospitality assets and has limited exposure to retail and office assets • LIBOR floors exist on 98% (1) of the loans in the p ortfolio • During the “COVID era,” the Company has not granted a single forbearance nor has it experienced a single loan default TX , $166.6 , 27% FL , $96.7 , 16% CA , $72.9 , 12% IL , $58.5 , 9% VA , $41.0 , 7% Other States , $176.1 , 29% $611.8

 

 

Q2 2021 Capital Structure Overview 11 79.6% 10.8% 5.7% 3.8% CLO Financing Common Equity Preferred Equity Term Loan $1,047.0 million (5) Capital Structure Composition Capital Structure Detail Note: (1) CLO financing shown at par value. GAAP carrying value of $826.1 million includes $7.7 million of unamortized debt issuance costs for LMNT 2021 - FL1. (2) Term loan shown at par value. GAAP carrying value of $ 39.6 million includes $ 0.6 million of unamortized debt issuance costs. (3) Preferred equity shown at $60 million liquidation preference. (4) Noncontrolling interest was $99,500 as of 6/30/2021 and is included in common equity above. (5) LFT total capitalization is a non - GAAP measure which excludes certain Balance Sheet items; Please see Appendix for reconciliatio n to GAAP. Match Term Non - Recourse Financing • The Company does not currently utilize repurchase or warehouse facility financing and therefore is not subject to margin call s on any of its assets from repo or warehouse lenders • Primary sources of financing include a match - term non - MTM CRE CLO (LMNT 2021 - FL1), preferred stock and a corporate term loan ($ in millions) Collateralized Loan Obligations Rate Advance Rate Amount LMNT 2021-FL1 (1) L + 1.43% 83.4% $833.8 Credit Facilities Term Loan (2) 7.25% $40.3 Total Debt $874.0 Equity Preferred Equity (3) 7.875% $60.0 Book Value of Common Equity (4) $113.0 Total Capitalization (5) $1,047.0

 

 

($1,999) ($3,848) ($5,617) ($7,245) +25 bps +50 bps +75 bps +100 bps $ in Thousands Change in LIBOR Interest Rate Sensitivity as of June 30, 2021 12 Floating Rate Assets (1) $612 Floating Rate Liabilities (2) - $834 Net Exposure - $222 Floating - Rate Exposure Annual Net Interest Income Sensitivity to Shifts in One - Month LIBOR (3,4) $ in Millions Note: (1) Comprised of the Company’s portfolio of floating - rate CRE loans. (2) Comprised of outstanding securitization notes in the CRE CLO. (3) Assumes starting one - month LIBOR rate of 0.1003%. ( 4) Negative LIBOR will not have further impacts on P&L.

 

 

Appendix

 

 

6/30/2021 CRE Loan Portfolio Details 14 Continued on the following page Note: (1 ) LTV as of the date the loan was originated by an affiliate. LTV has not been updated for any subsequent draws or loan modif ica tions and is not reflective of any changes in value which may have occurred subsequent to the origination date . # Loan Name Closing Date Maturity Date Property Type City State Current Balance Note Spread Initial Term (months) As-Is LTV at Origination (1) 1 Loan 1 6/5/2018 9/6/2021 Multi-Family Palatine IL 39,454,344 4.30% 39 68.50% 2 Loan 2 11/22/2019 8/6/2022 Multi-Family Virginia Beach VA 36,781,588 2.75% 32 77.10% 3 Loan 3 11/30/2018 12/6/2021 Multi-Family Nacogdoches TX 36,719,999 4.05% 36 70.39% 4 Loan 4 11/26/2019 12/6/2021 Multi-Family Doraville GA 31,115,334 2.75% 24 76.10% 5 Loan 5 2/25/2021 9/6/2021 Multi-Family Sacramento CA 28,000,000 3.50% 6 63.60% 6 Loan 6 4/22/2021 5/6/2022 Multi-Family Los Angeles CA 27,750,000 3.25% 12 55.00% 7 Loan 7 12/10/2019 7/6/2022 Multi-Family San Antonio TX 27,411,724 3.15% 31 71.90% 8 Loan 8 1/15/2020 7/6/2022 Multi-Family Chattanooga TN 25,094,805 2.95% 30 80.60% 9 Loan 9 12/20/2018 1/1/2022 Multi-Family Fort Myers FL 24,320,000 4.75% 36 65.70% 10 Loan 10 3/31/2021 4/5/2023 Multi-Family Jacksonville FL 22,000,000 3.65% 24 77.70% 11 Loan 11 11/20/2019 11/20/2023 Self Storage Seattle WA 19,648,818 3.60% 48 46.50% 12 Loan 12 12/28/2018 1/6/2022 Retail Austin TX 17,172,623 4.10% 36 60.50% 13 Loan 13 4/12/2021 5/5/2024 Multi-Family Cedar Park TX 15,000,000 3.75% 37 66.70% 14 Loan 14 10/11/2019 10/11/2022 Self Storage Pompano Beach FL 14,500,000 3.75% 36 75.00% 15 Loan 15 2/28/2018 2/28/2022 Multi-Family Portland OR 14,280,165 7.50% 48 75.90% 16 Loan 16 8/8/2019 8/6/2022 Multi-Family Fort Worth TX 13,671,010 3.00% 36 75.83% 17 Loan 17 7/23/2018 8/6/2021 Office Chicago IL 13,148,199 3.75% 37 72.74% 18 Loan 18 5/12/2021 6/5/2024 Multi-Family Fort Worth TX 13,026,000 3.35% 37 74.86% 19 Loan 19 3/12/2021 4/5/2024 Multi-Family Mesa AZ 12,375,000 3.55% 37 75.00% 20 Loan 20 12/23/2019 12/23/2021 Multi-Family Memphis TN 11,857,066 4.00% 24 62.80% 21 Loan 21 2/8/2019 2/7/2024 Self Storage Federal Way WA 10,676,822 4.75% 60 65.80% 22 Loan 22 4/23/2021 5/6/2024 Multi-Family Tualatin OR 10,497,000 3.20% 36 73.90%

 

 

6/30/2021 CRE Loan Portfolio Details 15 Note: (1 ) LTV as of the date the loan was originated by an affiliate. LTV has not been updated for any subsequent draws or loan modif ica tions and is not reflective of any changes in value which may have occurred subsequent to the origination date . # Loan Name Closing Date Maturity Date Property Type City State Current Balance Note Spread Initial Term (months) As-Is LTV at Origination (1) 23 Loan 23 3/26/2021 4/6/2022 Multi-Family Alhambra CA 9,623,000 3.25% 12 49.01% 24 Loan 24 9/10/2020 10/6/2021 Multi-Family Winchester OH 9,527,000 4.25% 13 61.90% 25 Loan 25 11/13/2019 12/6/2021 Multi-Family Holly Hill FL 8,620,367 2.90% 25 77.80% 26 Loan 26 5/12/2021 6/5/2024 Multi-Family Lakeland FL 8,220,000 3.35% 37 76.80% 27 Loan 27 1/13/2020 2/6/2022 Multi-Family Fort Lauderdale FL 8,037,399 3.15% 25 78.40% 28 Loan 28 4/7/2021 5/6/2024 Multi-Family Phoenix AZ 7,963,794 3.60% 37 69.46% 29 Loan 29 3/12/2018 4/6/2022 Multi-Family Waco TX 7,912,000 4.75% 49 72.90% 30 Loan 30 3/19/2021 4/6/2024 Multi-Family Glendora CA 7,513,000 3.60% 37 72.20% 31 Loan 31 2/3/2020 2/3/2024 Self Storage Fort Worth TX 6,959,953 3.75% 48 63.80% 32 Loan 32 3/31/2021 4/5/2024 Multi-Family Tucson AZ 6,893,000 3.55% 36 72.75% 33 Loan 33 6/10/2019 7/6/2022 Multi-Family San Antonio TX 6,888,915 3.40% 37 77.70% 34 Loan 34 11/30/2018 11/6/2021 Office Decatur GA 6,488,831 4.10% 35 56.80% 35 Loan 35 12/9/2019 1/6/2022 Multi-Family Fort Worth TX 6,344,748 3.15% 25 77.70% 36 Loan 36 8/28/2019 8/6/2022 Multi-Family Austin TX 6,054,427 3.25% 35 69.90% 37 Loan 37 6/22/2018 7/6/2022 Multi-Family Chicago IL 5,900,550 4.10% 49 80.53% 38 Loan 38 12/13/2019 1/6/2022 Multi-Family Jacksonville FL 5,632,870 2.90% 25 74.90% 39 Loan 39 6/10/2019 7/6/2022 Multi-Family San Antonio TX 5,295,605 2.90% 37 62.92% 40 Loan 40 4/30/2021 5/5/2024 Multi-Family Daytona Beach FL 5,285,500 3.65% 36 77.40% 41 Loan 41 12/29/2020 1/6/2022 Multi-Family Fayetteville NC 4,920,000 3.95% 12 70.30% 42 Loan 42 11/30/2018 11/30/2021 Multi-Family Anderson SC 4,446,000 3.25% 36 53.70% 43 Loan 43 5/31/2019 6/6/2022 Multi-Family Austin TX 4,275,035 3.50% 36 74.09% 44 Loan 44 11/12/2019 12/6/2021 Self Storage Chesapeake VA 4,225,000 3.15% 25 64.50% Total / Average 611,527,493 3.66% 32 69.64%

 

 

Consolidated Balance Sheets 16

 

 

Consolidated Statement of Income 17

 

 

Reconciliation of GAAP to Distributable Earnings 18 For the Three Months Ended GAAP to Distributable Earnings Reconciliation June 30, 2021 March 31, 2021 December 31, 2020 September 30, 2020 Reconciliation of GAAP to non - GAAP Information Net income attributable to common stockholders $954,575 $2,804,935 $2,464,678 $2,547,218 Adjustments for non - Distributable earnings Unrealized loss on mortgage servicing rights 220,435 20,455 177,476 350,127 Loss on extinguishment of debt 1,663,926 - - - Subtotal 1,884,361 20,455 177,476 350,127 Other Adjustments Recognized compensation expense related to restricted common stock 3,241 2,885 2,949 6,512 Provision for income taxes (54,012) 14,713 (38,861) (142,595) Subtotal (50,771) 17,598 (35,912) (139,646) Distributable Earnings $2,788,165 $2,842,988 $2,606,242 $2,757,699 Weighted average shares outstanding, b asic and diluted 24,944,075 24,943,383 24,943,383 24,943,383 Distributable Earnings per share of common stock , b asic and diluted $0.11 $0.11 $0.10 $0.11

 

 

Detailed Walk of Capitalization 19 (in 000's) 6/30/2021 Total GAAP liabilities and stockholders' equity $1,041,963 Adjustments for Capitalization ( - ) Accrued interest payable (666) ( - ) Dividends payable (2,967) ( - ) Fees and expenses payable to Manager ( 1,528) ( - ) Other accounts payable and accrued expenses (859) ( + ) Other capitalized financing & issuance costs 11,036 LFT Capitalization $1,046,979

 

 

Book Value Per Share of Common Stock 20 (in 000's) Book Value per Share of Common Stock Total stockholders’ equity $170,137 ( - ) Preferred equity (60,000) (1) Common equity 110,137 Shares outstanding 24,947,883 Book Value Per Share of Common Stock $4.41 Note: (1) Reflects 2.4 million shares of the Company’s 7.875 % Series A Cumulative Redeemable Preferred Stock outstanding at a $25 liquidation preference per share.

 

 

Key Definitions 21 “ Book Value Per Share of Common Stock ” is calculated as: a) total stockholders’ equity computed in accordance with GAAP less the value of the issued and outstanding preferred stock at its stated liquidation preference of $25.00 per share, divided by b) the weighted average number of shares of common stock issued and outstanding during the period, basic and diluted. “ Distributable Earnings ” is a non - GAAP measure, which we define as GAAP net income (loss) attributable to holders' of common stock, or, without duplication, owners of the Company's subsidiaries, computed in accordance with GAAP, including realized losses not otherwise included in GAAP net income (l oss) and excluding ( i ) non - cash equity compensation, (ii) incentive compensation payable to the Manager, (iii) depreciation and amortization, (iv) any unrealized ga ins or losses or other similar non - cash items that are included in net income for that applicable repotting period, regardless of whether such items are included in other com prehensive income (loss) or net income (loss), and (v) one - time events pursuant to changes in GAAP and certain material non - cash income or expense items after discussi ons with the Company's board of directors and approved by a majority of the Company's independent directors. We also add back one - time charges such as acquisition costs a nd one - time gains/losses on the early extinguishment of debt and redemption of preferred stock. Distributable Earnings mirrors how we calculate Core Earnings pursu ant to the terms of our management agreement between our Manager and us, or our Management Agreement, for purposes of calculating the incentive fee payable to o ur Manager. While Distributable Earnings excludes the impact of any unrealized provisions for credit losses, any loan losses are charged off and realized through Dist rib utable Earnings when deemed non - recoverable. Non - recoverability is determined ( i ) upon the resolution of a loan (i.e. when the loan is repaid, fully or partially, or in the case of foreclosures, when the underlying asset is sold), or (ii) with respect to any amount due under any loan, when such amount is determined to be non - colle ctible . We believe that Distributable Earnings provides meaningful information to consider in addition to our net income (loss) and c ash flows from operating activities determined in accordance with GAAP. We believe Distributable Earnings is a useful financial metric for existing and potential future hol der s of our common stock as historically, over time, Distributable Earnings has been a strong indicator of our dividends per share. As a REIT, we generally must distribute annually at least 90% of our taxable income, subject to certain adjustments, and therefore we believe our dividends are one of the principal reasons stockholders may invest in our common stock. Refer to Note 16 to our consolidated financial statements for further discussion of our distribution requirements as a REIT. Furthermore , Distributable Earnings help us to evaluate our performance excluding the effects of certain transactions and GAAP adjustments that we believe are not necessarily indicative of our current loan portfolio and operations, and is a performance metric we consider when declaring our dividends . Distributable Earnings does not represent net income (loss) or cash generated from operating activities and should not be con sid ered as an alternative to GAAP net income (loss), or an indication of GAAP cash flows from operations, a measure of our liquidity, or an indication of funds available for our cash needs . In addition, our methodology for calculating Distributable Earnings may differ from the methodologies employed by other companies to calculate the same or similar performance measures, and accordingly, our reported Distributable Earnings may not be comparable to the Distributable Earnings reported by other companies.

 

 

August 2021